X0303 4 2008-07-23 0 0001068851 PROSPERITY BANCSHARES INC PRSP 0001136856 HOLMES NED S 55 WAUGH DRIVE, SUITE 1111 HOUSTON TX 77027 1 0 0 0 Common Stock 2008-07-23 4 S 0 63000 31.82 D 395205 D Common Stock 8820 I As trustee of granchildren's trust Common Stock 186902 I By profit sharing plan Common Stock 27500 I As trustee of SSH trust for adult daughter Common Stock 27500 I As trustee of SSH trust for adult daughter Common Stock 2480 I By trust Common Stock 2480 I By trust Common Stock 2008-07-23 4 S 0 80000 31.82 D 280070 I By limited partnership Common Stock 2008-07-24 4 S 0 10000 31.82 D 270070 I By limited partnership The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by each of the reporting person and the limited partnership on May 19, 2008. Includes 458 shares acquired through the Prosperity Bancshares, Inc. dividend reinvestment plan since the last filing by the reporting person. /s/ Peter Fisher, attorney in fact 2008-07-25